Uber agreed on Thursday to buy Germany’s Delivery Hero at an equity value of $14.8 billion to create the largest food-delivery group outside China and stave off intensifying competition from U.S. and European rivals.

The acquisition advances the U.S. ride-hailing firm’s efforts to build a global food-delivery business that can better compete with Just Eat, owned by Dutch group Prosus, and U.S. rival DoorDash, which has been expanding aggressively.

It is likely to face a complex regulatory process as the combination would create a platform spanning 99 countries with a combined pro-forma gross merchandise value (GMV) of $236 billion in 2025, according to a statement by Delivery Hero.

“Together, we’ll nearly double the number of markets where we offer both mobility and delivery services,” Uber CEO Dara Khosrowshahi said in the joint statement.

‘Long Slow March’ to Approval Expected

Uber, already Delivery Hero’s top shareholder, has made the acquisition conditional on a minimum acceptance threshold of 50% plus one share.

The transaction, supported by Delivery Hero’s management and supervisory board, is expected to be completed in the second half of next year.

The €41.50 per-share offer represents a roughly 34% premium to Delivery Hero’s three-month volume-weighted average share price, it said. It was 9% above Wednesday’s close, but nearer 40% above the “undisturbed” price before any deal talk started.

Shares of Delivery Hero closed flat, while those of Uber were up about 1.4%.

The deal would expand Uber Eats across Europe, the Middle East, Asia and Latin America, but is expected to face antitrust scrutiny due to overlapping operations.

To ease those concerns, Delivery Hero will sell operations in 14 markets to U.S. investment firm SSW Partners for about €1.4 billion. Major shareholder Prosus has also agreed to sell its nearly 17% stake, leaving little room for a rival bid.

Jefferies analysts, however, said the expected timing of the deal’s completion signaled a “long slow march” ahead.

“The use of a financial investor to get ahead of the antitrust questions could prove successful, though the long timeline to completion (2H27) suggests it won’t be a straightforward review,” the analysts wrote.

Uber’s bid was enabled in part by commitments Prosus made to the European Commission to secure approval for its acquisition of Just Eat Takeaway, which required the Dutch technology investor to cut its 26.5% stake in Delivery Hero, people familiar with the deal said.

One person familiar with the matter described Prosus as a “false seller,” saying it sold to meet regulatory requirements rather than by choice.

The remedy effectively clears the way for a U.S. company to seek control of one of Europe’s largest food-delivery groups, despite the bloc’s stated ambition to foster European tech champions.

Years of Consolidation

Food delivery outside China has evolved from a fragmented, pandemic-era battleground of regional players into a highly concentrated market dominated by a handful of global operators.

Behind the consolidation is a slowdown in orders from the pandemic peaks as well as pressure to improve margins amid growing regulatory scrutiny over the treatment of gig workers.

That has in recent years spurred Uber to buy Postmates; DoorDash to snap up Wolt and Deliveroo; Just Eat to merge with Takeaway.com and buy Grubhub; and Delivery Hero to expand through deals including Glovo and foodpanda.

The latest deal leaves Uber and DoorDash as the dominant players.

Excluding the overlapping markets, the move expands Uber’s food-delivery network to 99 markets from 50. It also hands it a business with about $42 billion in gross bookings last year.

Delivery Hero, which also owns Talabat and PedidosYa, had rejected an earlier Uber approach disclosed in late May that valued it at about €10 billion, or €33 a share.

Anticipation of an improved bid sent its shares to near €36 in the following weeks. Overall, the stock is up 62% this year.

Joining Forces Is ‘The Right Move’

“Joining forces with a strong partner now is the right move for Delivery Hero to best secure its future competitiveness,” said Delivery Hero’s supervisory board chair, Kristin Skogen Lund, pointing to the importance of scale in a “competitive” sector.

Founded in Berlin in 2011, Delivery Hero grew through rapid acquisitions into one of the world’s largest food-delivery companies, though it has retreated from some markets to focus on profit.

Uber on Thursday committed to invest €2 billion in Germany through 2031 and agreed to retain Delivery Hero’s Berlin headquarters and workforce until at least 2029.

Uber gains access to roughly 60 million monthly active users, primarily in markets where it has had a limited presence, said Adam Ballantyne, analyst at Cambiar Investors, which owns shares in the ride-hailing firm.

“These new countries create years of additional organic growth for Uber as they penetrate rides and eats bundling and extend Uber One subscription growth.”

($1 = 0.8722 euros)

(Reporting by Hakan Ersan, Miranda Murray; Akash Sriram in Bengaluru, Mathieu Rosemain in Paris and Amy-Jo Crowley in LondonEditing by Mark Potter, Adam Jourdan, Tomasz Janowski, Sriraj Kalluvila, Susan Fenton and Anil D’Silva)